Wonderbolts Affair (SFW version)
by GothPony
Summary: A SFW version of a fanfic I published on another site. All explicit descriptions of sex from the original version. have been omitted. This story was inspired by a tweet where Lauren Faust described Spitfire and Soarin as, and I quote, "Just friends... With benefits."
1. Spitfire and Soarin

It had been a long and tiring day of practice, and the Wonderbolts were just finishing up.

"Nice work, fillies!" said Spitfire to the team. There were of course stallions in the team as well, but the team knew "fillies" was just a derogatory term Spitfire used as part of her tough-love attitude to make them always aspire to be better. "We've had a good rehearsal today. Now hit the lockers and cool off."

"Thank you, ma'am!" said the rest of the Wonderbolts in unison before heading off.

"Except you, Soarin," said Spitfire in his general direction. Soarin turned around confused. "There's something I'd like to talk to you about personally. Come with me."

"Uh, yes ma'am," said Soarin, and proceeded to follow her.

Much to Soarin's surprise, Spitfire took him all the way to her bedroom. This must have been a really private matter! Soarin suspected this wasn't good. Spitfire closed the door behind her and locked it. Soarin knew this meant she didn't want anyone interrupting them. This only made him even more nervous.

"So," he said nervously. "What is it you wanted to talk to me about?"

"Talk?" retorted Spitfire. "Ha! I didn't bring you here to talk!"

"But you said..." but before Soaring could finish, Spitfire pulled him towards her and kissed him on the lips. Soarin was even more confused but eventually accepted his situation and returned the kiss. Spitfire then broke the kiss and pushed him onto the bed.

"What is this?" asked Soarin, still confused.

"Shush, Soarin!" snapped Spitfire, climbing onto her bed and getting on top of Soarin. "I said I didn't brink you here to talk!"

Soarin nodded as Spitfire proceeded to kiss him again. This time, she slipped her tongue in his mouth. Soarin returned the favour and the two pegasai wrestled each other's tongues. Spitfire then started to stroke Soarin's wings, a very sensitive part of pegasai. Soarin's wings spread open in pleasure. Once again, Soarin returned the favour to Sptifire, stroking her wings making them spread open in pleasure.

"You're quite good at this!" said Spitfire. "Are you ready to go all the way?"

"Does that mean what I think it means?" ask Soarin.

Spitfire then took his uniform off half-way down.

"You bet it does!" she said, grinning.

The two pegasai, spent the night together, and the next morning, Soarin woke up to see Spitfire already putting her uniform back on.

"Good morning, Spitfire," he said, letting her know he was awake.

"Good morning, Soarin," said Spitfire in return. "First, let me make one thing clear: Last night does not mean we're lovers."

Soarin was shocked.

"What?!" he exclaimed. "Then what was that all about?"

"In my busy schedule, I don't have time for romance. But that doesn't mean I don't sill have needs."

Soarin sighed and accepted this.

"Why didn't you tell me you weren't interested in romance and only wanted sex yesterday?" he asked.

"I wasn't sure if you'd agree to it," Spitfire answered. "A lot of ponies aren't able to handle this type of relationship."

"So what is this type of relationship?"

"It goes by many names. Sex-friends, fuck-buddies, but the most commonly used term for it is friends with benefits."

Spitfire looked at Soarin sternly.

"Now," she said. "If we're going to do this, we need to set up a few rules. Firstly, under no circumstances can this become a romantic relationship. Secondly, since this is not a romantic relationship, we have no commitment to each other and can have sex with whoever we want. Thirdly, if either one of us wants to be in a romantic relationship with somepony else, which I probably never will, our deal is over and we go back to being regular friends. You got that?"

Soarin was dissapointed that Spitfire was not the least bit interested in a romantic relationship, and in all honesty, if she'd told him she only wanted to be friends with benefits before sleeping with him, he probably wouldn't have agreed to this. But now that he had experience a night with Spitfire, who was he to say "no" to sex on a regular basis with her?

"Yes ma'am!" he said.

"Good!" said Spitfire. "Now get dressed and let's go. We've got another big day ahead of us!"


	2. Spitfire, Soarin, and Rainbow Dash

_Some time later..._

Rainbow Dash had just finished another rehearsal with the Wonderbolts. It had been some time, but she still couldn't believe she was a full-time member!

"Nice work out there, Crash!" said Spitfire. Rainbow Dash had gotten used to this nickname by now. She knew it was just part of the tough-love of the Wonderbolts. Besides, "crash" is a cool-sounding word!

"Can I speak to you for a moment in my office?"

"Sure," said Rainbow Dash. "I mean, yes ma'am!"

Spitfire sat at her desk and Rainbow Dash sat on a seat in front of it.

"Now," started Spitfire. "Rumour has it you did quite a lot of experimenting during your time at the Wonderbolts academy."

Rainbow Dash gulped.

"Wh-wh-what kind of experimenting?" she asked nervously.

"You know the type I'm talking about!" snapped Spitfire. "Sexual experiments!"

Rainbow Dash was starting to sweat.

"I-I have no idea what you're talking about," she stuttered.

"Relax, crash!" assured Spitfire. "You're not in trouble."

Rainbow Dash looked at Spitfire puzzled.

"I'm not?" she queried.

"Not at all!" said Spitfire. "I understand completely! It's perfectly natural to experiment with one's sexuality in such an environment. Hell, I did that when I was a student at the academy!"

Rainbow Dash was shocked. She could not believe that her coach was talking about her sex life so openly to her!

"What's going on here?" she asked.

"I'll get to that soon," said Spitfire. "Now, rumours about your experiments have gone around because it seems you've had the most partners at the academy out of all the students at the time."

"I-I guess that's highly likely."

"Good! That probably means you have a pretty high sex-drive."

"I guess."

"And I also hear you're quite diverse! While most of the fellow students you've slept with were mares from what I've heard, I've also heard you've slept with at least one of the stallion students."

This conversation was starting to make Rainbow Dash uncomfortable, but she figured it was too late to escape it.

"Two, to be precise," she said.

Spitfire leaned towards Rainbow Dash.

"Now," she said. "Based on your experiments, what would you say your sexual orientation is?"

Rainbow Dash took a moment to think of the answer to this.

"I can safely say that I am bisexual," she said.

"Good!" said Spitfire. "I'm not going to name names because that's their business, but all the other mares in the Wonderbolts are either straight or lesbians."

Rainbow Dash scratched her head.

"I still don't know what this is about!" she said impatiently.

"Oh, right," said Spitfire. "First thing you should know, Rainbow Dash, is that I'm a bisexual too."

Rainbow Dash's jaw dropped.

"Second thing you should know," Spitfire continued. "Is that I am sex-friends with one of the stallions in the Wonderbolts. I've wanted to have a female sex-friend for some time now, but only if they were willing to contribute in threesomes while pleasing me. Knowing the sexualities of the other mares here, I doubt pleasing both a mare and a stallion would be in the picture for them."

Rainbow Dash stared at Spitfire.

"So you're saying you want me to..." she started.

"I want you to be my female sex-friend," finished Spitfire.

Rainbow Dash was overjoyed.

"Yes!" she exclaimed. "I mean, yes ma'am!"

"Excellent!" said Spitfire. "Meet me in my room tonight."

Rainbow Dash entered Spitfire's room that night, and was surprised to see who Spitfire's male sex-friend was.

"Soarin!" she called to him. "So you're Spitfire's other sex-friend?"

"Yep!" he said. "We've been at this for quite some time. I was thrilled to hear you'd accepted Spitfire's offer to be in on this too!"

Rainbow Dash giggled.

"Alright," interrupted Spitfire. "Enough chit-chat. Let's get down to business!"

"Yes ma'am!" said Rainbow Dash and Soarin in unison.

Spitfire went to Rainbow Dash and kissed her. Dash returned the kiss and put her hoof in Spitfire's mane, stroking it. Spitfire did the same to Dash and put her tongue in her mouth. Dash did the same and the two mares wrestled each other's tongues. Soarin watched, aroused. Rainbow Dash broke the kiss for a moment.

"Enjoying the show, Soarin?" she asked him.

"Uh-huh!" answered Soarin, nodding.

"Good!" said Spitfire. "Because it's about to get a whole lot better!"

Spitfire pushed Rainbow Dash onto the bed, got on top of her and kissed her again.

Rainbow Dash returned the kiss and stroked Spitfire's wings, making them spread open in pleasure.

"Oo, you're good at this!" exclaimed Spitfire.

"I know, right?" said Rainbow Dash, never one to be modest.

Spitfire continued kissing Rainbow Dash and returned the favour, stroking her wings making them spread open in pleasure.

"Hey!" called Soarin. "Don't forget about me!"

"Oh, of course not, Soarin," said Spitfire. "Come here!"

Soarin joined Spitfire and Rainbow Dash on the bed and Spitfire kissed him. She then stroked his wings making them spread open in pleasure.

"Now the real fun begins!" she said some time after making out with him for a while.

Spitfire slowly removed Rainbow Dash's uniform and she did the same to her. Soarin, excited by the show, hastily removed his uniform himself. Rainbow Dash giggled.

As the three ponies lay together on the bed after such vigorous love-making, Spitfire eventually broke the silence.

"So, crash," she said to Rainbow Dash. "Let me tell you the same rules I told Soarin. Firstly, under no circumstances can this become a romantic relationship. Secondly, and I think this should be obvious considering what we just did, but since this is not a romantic relationship, we have no commitment to each other and can have sex with whoever we want. Thirdly, if either of you, or even I, as unlikely as it is, decide they want a romantic relationship, our deal is over and we go back to being regular friends. You got that?"

"Yes ma'am" said Rainbow Dash.

"Say," said Soarin. "How come you told Rainbow Dash this wouldn't be a romantic relationship before inviting her to sex and not me?"

"Well," said Spitfire. "If she was going to have a threesome with us, I thought that would be pretty obvious."

"Oh yeah," said Soarin, dumbfounded. Rainbow Dash giggled.

"Plus, I was no stranger to casual relationships when I was at the Wonderbolt academy," she added.

"Wait," said Soarin. "So I'm the least experienced one here?!"


	3. Spitfire and Rainbow Dash

_A few days later..._

Spitfire had called the Wonderbolts to a meeting. She had an announcement to make.

"Right, team!" she said. "I'll be leaving for Canterlot tomorrow to act as a special guest instructor at a flight school there."

She walked towards Soarin.

"Soarin," she said to him. "While I'm gone, you'll be the acting coach for the Wonderbolts."

Soarin smiled.

"Yes ma'am!" he said.

"I'll be back in a week," continued Spitfire. "And I expect you all to continue practicing your routines and keeping in shape. You got that?"

"Yes ma'am!" said the Wonderbolts in unison.

"Alright! Dismissed."

And the Wonderbolts went off. Spitfire then walked over to Rainbow Dash.

"Rainbow Dash," said Spitfire. "I'd like to talk to you privately for a moment."

Rainbow Dash grinned. She knew what that meant.

"Yes ma'am," she said, and followed her away. Soarin started to follow them too, but Spitifire raised a hoof signalling him to stop.

"Just Rainbow Dash," she said. Soarin was disappointed he wouldn't be getting in on their action this time, but accepted it.

When Spitfire took Rainbow Dash into her bedroom, she locked the door.

"So," said Rainbow Dash. "It's just you and me this time?"

"Yep," said Spitfire. "I realised I hadn't slept with you without Soarin yet, so I figured I might as well do so before I leave for Canterlot."

Rainbow Dash giggled.

"That leaves more room for lez action, huh?" she commented.

"Mhm," agreed Spitfire. "Now let's not waste any more time and get started."

The two ponies climbed onto Spitfire's bed. Rainbow Dash lay on her back and Spitfire got on top of her and kissed her. Rainbow Dash returned the kiss. Spitfire slipped her tongue into Rainbow Dash's mouth and she did the same. As they wrestled each other's tongues, Rainbow Dash stroked Spitfire's wings making them spread open in pleasure. Spitfire in turn did the same to Rainbow Dash. The two ponies stopped making out and Spitfire slowly started to remove Rainbow Dash's uniform.

"Too bad Soarin isn't with us this time," said Rainbow Dash, as she slowly started to take of Spitfire's uniform. "He'd love the show."

"Yeah," said Spitfire. "But eventually he'd get impatient and want in on the action."

While the two ponies were still in the afterglow, Spitfire decided to break the silence.

"In case it wasn't obvious," she said. "Soarin will be all yours while I'm gone."

Rainbow Dash giggled.

"Yeah," she said. "I figured. And believe me when I say I'll take advantage of that."

Rainbow Dash looked at Spitfire concerned.

"But what about you?" she asked. "Will there be someone at the Canterlot flight school you'll sleep with?"

"Nah," answered Spitfire. "I don't know anypony there, and I only sleep with ponies I trust."

"Are you sure your sex-drive will be able to handle a week without sex?"

"It's had to handle it for years until I finally decided to become sex-friends with Soarin! I think it'll manage."


	4. Soarin and Rainbow Dash

It was time for Spitfire to leave for Canterlot. All the Wonderbolts were with her to see her off.

"Try not to miss me too much," she said. "It's only for a week. You can manage without me for that long... I hope."

The Wonderbolts giggled at her little joke.

"Now Soarin," she said to him. "You be sure to keep the team in line while I'm gone."

"I will," he promised. He then turned around to face the team.

"First order of business," he said to them. "We shall give Spitfire the traditional Wonerbolts' farewell."

"Yes sir!" said the Wonderbolts.

The team organised themselves into two lines on both sides of the runway, which Spitfire was about to take off from.

"Salute!" ordered Soarin, and the Wonderbolts promptly did so. Spitfire then took off from the runway. Now that the traditional Wonderbolts' farewell was done, they could now say goodbye more casually. They all waved at Spitfire as she took off into the horizon and she waved back. Once she was out of sight, Soarin turned towards the team.

"Right!" he said to them. "Now that that's done, it's time for practice."

"Yes sir!" said the Wonderbolts.

That night, Soarin slept in Spitfire's bedroom. Spitfire had given him permission to do so, and this made him truly feel like the Wonderbolts' coach for the time being. Just as he was getting ready for bed, he heard a knock on the door.

"Who is it?" he asked.

"It's me," came Rainbow Dash's voice. Soarin recognised her voice.

"I'll let you in, Crash," he said und unlocked the door. Rainbow Dash came in and locked the door behind her.

"You know," she said. "I do believe we are missing a mutual sex-friend."

Soarin giggled. "Why, I do believe we are!" he said. Rainbow Dash giggled back.

"So," she said. "Since Spitfire had her way with just me yesterday, I think it's only fair that..."

"Don't have to ask me twice!" he interrupted and hastily kissed Rainbow Dash passionately.

"Woo, boy!" she said. "You're in the mood tonight."

"Uh huh!" confirmed Soarin, and continued kissing her. Rainbow Dash returned the kiss and the two wrestled tongues. They then climbed onto the bed with Soarin getting on top of Rainbow Dash and the two ponies continued making out. Rainbow Dash then stroked Soarin's wings making them spread open in pleasure, and he in turn did the same to her.

"You know," said Soarin. "I've never been this focused on you in the bedroom before."

"Yeah," agreed Rainbow Dash. "Spitfire liked to be the centre of attention."

"Well, she did start this fuck-buddy system."

"Fair enough. But let's make the most of being able to focus on each other this time!"

Later that night, Soarin commented to Rainbow Dash on the sex they had had that night.

"You were a lot gentler than Spitfire," he said.

"I'm not surprised," said Rainbow Dash. "I'm definitely a dom, but not as much as Spitfire."

"This is probably some of the best one-on-one sex I've ever had!"

Rainbow Dash giggled.

"Same here," she said. "And that's saying something!"

"Oh sweet Celestia. I think I'm in love!"

Rainbow Dash paused.

"I..." she started, but couldn't bring herself to finish. She had a crush on Soarin for the longest time, but this was the first time he had ever shown any affection back. There was the making out and sex of course, but that was more lust than love.

The two ponies stared at each other wide-eyed. They'd just realised they were putting their fuck-buddy deal with Spitfire at risk!


	5. Spitfire, Soarin, and Rainbow Dash again

The week went by. Rainbow Dash and Soarin trie so suppress their feelings for each other, but no matter how hard they tried, they could not deny the fact that they had fallen in love with each other.

As the day for Spitfire to return from Canterlot came, Rainbow Dash decided to talk to Soarin about their dilemma.

"What are we going to do?" said she asked him. "Spitfire made it quite clear we weren't supposed to get romantically involved!"

"Not quite true," answered Soarin. "She told us not to get romantically involved with _her_ , not each other."

"True, but she also told us that if any of us got into a romantic relationship, the fuck-buddy deal would be over."

"But I'm sure that was so she wouldn't get in the way of any romantic relationships. We don't mind our relationship being open, right?"

Rainbow Dash thought about that.

"I guess," she said. "But is this even really a relationship? We haven't even made it official in anyway!"

Soarin pondered.

"In that case," said Soarin. "There's no need for Spitfire to know about anything!"

"Soarin!" exclaimed Rainbow Dash, hugging him "You're a genius!"

"I guess I am," said Soarin, breaking the hug. "Now come on. We need to get ready for Spitfire to come home!"

The time for Spitfire's return had come. The Wonderbolts were lined up on both sides of the runway. They could see Spitfire flying in from the horizon.

"Salute!" ordered Soarin to the Wonderbolts. The Wonderbolts promptly saluted Spitfire as she landed on the runway. After she had landed, all the Wonderbolts crowded around her to welcome her home and ask her about Canterlot.

"Easy, easy!" chucked Spitfire. "Don't crowd me! I'll tell you all about it later. Right now, I need a rest from my long flight."

She winked at Rainbow Dash and Soarin. They knew what that meant and giggled.

Rainbow Dash and Soarin followed Spitfire to her room.

"So," she said to them. "I imagine you two didn't get too lonely without me?"

"No, ma'am," Rainbow Dash and Soarin said in unison.

"Good! Because I really am a little worn out. Entertain me while I cool off."

Rainbow Dash and Soarin knew exactly what sort of "entertainment" she was thinking of.

As Spitfire removed her uniform, Rainbow Dash and Soarin got on her bed and started making out. Spitfire watched intensely. After wrestling tongues with Rainbow Dash, Soarin kissed up and down her neck and stroked her wings, making them spread open in pleasure. Rainbow Dash moaned and returned the favour, stroking Soarin's wings, making them also spread open in pleasure. Soarin nibbled on Rainbow Dash's ear a little and slowly started to remove her uniform. Rainbow Dash hummed and removed Soarin's uniform.

Later that night, Spitfire decided to comment on her night with Soarin and Rainbow Dash.

"You know," she said. "You two seemed a bit more attentive to each other than usual."

Rainbow Dash looked at her and paused for a moment.

"Well you did tell us to entertain you while you were getting ready!" she said.

"True, but even after I joined in, it seemed like you two were paying far more attention to each other than to me. Hey, you two are cuddling each other right now!"

Soarin and Rainbow Dash looked at each other. They were! They then stopped and stared at Spitfire.

"Well..." said Soarin, nervously. "Um... It was just the two of us for a week. We haven't quite gotten used to you being back yet!"

"Yeah," added Rainbow Dash. "That's it!"

Spitfire eyed them both suspiciously.

"Just remember who started this fuck-buddy system," she said. "If things between us haven't been going as planned, there may need to be some changes made."


	6. Rainbow Dash and Fluttershy

The next morning, Rainbow Dash and Soarin sat together while having breakfast at the Wonderbolts HQ's cafeteria.

"I think Spitfire might be on to us," whispered Rainbow Dash.

"Well I still don't think that will be a problem," whispered Soarin.

"I disagree. She seemed a bit annoyed at us!"

Suddenly, they heard somepony clear her throat behind him. They turned around. It was Spitfire.

"If you're talking about what I think you're talking about," she said. "Then you can resume your discussion with me in my office after breakfast."

She then trotted off to get her own breakfast. Rainbow Dash and Soarin looked at each other. They were quite worried.

Once all three ponies had finished their breakfast, Rainbow Dash and Soarin followed Spitfire to her office. Spitfire sat down at her desk and Rainbow Dash and Soarin sat on seats in front of it.

"I've been talking with some of the other Wonderbolts," said Spitfire. "And it seems, while I was gone, you two were acting strangely around each other."

"Wh-what do you mean "strangely"?" asked Rainbow Dash.

"I mean people have been suspecting you two are a couple!"

Rainbow Dash and Soarin gulped.

"Well as sex friends," he said. "We are pretty close!"

"But if you're just sex-friends, there shouldn't be any sign of romance between you two," said Spitfire. "Now, I want you two to be brutally honest with me. Do you two have feelings for each other?"

Rainbow Dash sighed.

"Yes," she said. "We do."

"But what does it matter?" asked Soarin. "We can still be sex friends as long as we come to an agreement of open relationships!"

"I'm fully aware of the concept of open relationships," said Spitfire. "But the reason I didn't want either of you getting in a relationship wasn't so I wouldn't get in the way of your relationship. It was so your relationship wouldn't get in the way of me!"

Rainbow Dash and Soarin were puzzled.

"You two were so focused on each other last night, that I felt like the third wheel," she explained. "I know it may seem selfish of me to want to be the centre of attention in our fuck-buddy system, but I just can't stand it when ponies don't give me their all in the bedroom."

Spitfire leaned towards Rainbow Dash and Soarin.

"So," she said. "I hate to put you at an ultimatum, but what do you two want to do? Do you want to continue being sex-friends with me, or do you two want to get serious with each other?"

Rainbow Dash and Soarin thought about this. Eventually, Soarin broke the silence.

"No offence, Rainbow Dash," he said. "But I don't think my feelings for you were anything more than an infatuation. I suppose it was because you were gentler and less demanding than Spitfire."

"I see," said Spitfire. "I know I'm extremely dommy, but I'm willing to compromise if it makes you more comfortable."

"Oh," said Soarin. "Alright."

"So does that mean you still want to be sex-friends?"

Soarin thought about this.

"Yes," he said. "I really don't think I'm ready for a serious relationship."

Spitfire leaned towards Rainbow Dash.

"So how about you?" she asked her. "Where do you stand in this?"

Rainbow Dash thought for a moment.

"I suppose my feelings were nothing but infatuation too," she said. "I've always admired you, Soarin, so eventually, I got a bit of a crush on you. I guess getting close to you alone reignited those feelings."

"So," said Spitfire. "Do you still want to be sex friends with us?"

Rainbow Dash really took her time to ponder this. She eventually came up with an answer.

"No," she said. "This was fun and all, but on the contrary to Soarin, this whole complication has made me realise that I would rather be in a more serious relationship."

"That's alright," said Spitfire.

Rainbow Dash looked at Spitfire and Soarin.

"I suppose there might be another bisexual mare in the Wonderbolts who would be willing to have sex with both of you," she said.

"Whoa there!" interjected Spitfire. "When you put it like that, you make it sound like you're just some object that can be replaced!"

"But you seemed so eager to have me in your fuck-buddy system!"

"Look, this is sex, not sport! Having another bisexual female partner isn't mandatory, so it would be demeaning of you for us to just go out there and find a replacement for you. You may not be our sex partner any more, but you're still our friend!"

"But still..."

Spitfire raised a hoof to stop her.

"Look," she said. "Whatever will happen will happen. It's best not to overthink this. What's done is done."

Rainbow Dash nodded.

"Alright," said Spitfire. "Dismissed."

Later that day at Fluttershy's cottage, Fluttershy was feeding her animals, when she heard a knock on the door.

"Just a second," she said. She finished filling the last bowl of food and went to the front door, opening it to find Rainbow Dash there.

"Oh, hi Rainbow Dash," she said. "What a lovely surprise!"

"Fluttershy," said Rainbow Dash. "Can I come in and talk to you for a moment?"

"Oh. Um, of course!"

And she let Rainbow Dash in. She then sat down on Fluttershy's couch and patted the other side, inviting her to sit there. Fluttershy promptly did so.

"Listen," started Rainbow Dash. "I've had a bit of a falling out over a complicated relationship."

""Complicated relationship"?" asked Fluttershy. "What do you mean by that?"

Rainbow Dash paused.

"I... Really don't think you want to know," she said.

"Oh no!" insisted Fluttershy. "If you want to talk to me about it, you've got to tell me what it was!"

Rainbow Dash sighed.

"Fine," she said. "I was sex-friends with Spitfire and Soarin."

Fluttershy blushed. She was a very innocent pony and never talked about this sort of stuff (unless it concerned breeding animals).

"Told you you wouldn't want to know!" said Rainbow Dash.

"Well, um," stuttered Fluttershy. "Why do you want to talk to me of all ponies about that?"

"The thing is, things got complicated and sort of fell in love with Soarin. He eventually realised he wasn't ready for a serious relationship, but I on the other hoof am."

"I-I still don't understand why you want to talk to _me_ about this. I mean, I know we've known each other for the longest time, but I don't think I know enough about this subject!"

Rainbow Dash leaned towards Fluttershy.

"Fluttershy," she said softly. "I've had feelings for you for a while."

Fluttershy blushed again.

"I've never really thought much of it," continued Rainbow Dash. "But after realising I desire a serious romantic relationship, I'm ready to try one with you."

Fluttershy was still blushing.

"Well," she said. "Um, to be honest, I've had similar feelings for you in the past... In fact, um, I think I still do now!"

"So," said Rainbow Dash, holding Fluttershy's hoof. "Fluttershy, will you go out with me?"

Fluttershy stared down at her hoof Rainbow Dash was holding, then into Rainbow Dash's eyes. She had wanted to ask Rainbow Dash out for a long time, but never had the courage. But now that Rainbow Dash was asking her, she finally had an opportunity to go out with her.

"Yes," she said, smiling.

Fluttershy and Rainbow Dash went out on many dates since then. Much to Fluttershy's relief, Rainbow Dash took things nice and slow, only gradually building up to a more intimate relationship. But even after all this time as a couple, there was still one thing they hadn't done yet.

One night, Rainbow Dash and Fluttershy had dinner at a restaurant. Not a particularly fancy restaurant, but very nice for what it was. After they'd finished, it was getting late in the night.

"Well," said Fluttershy. "I suppose we'd both better be getting home."

"Actually," said Rainbow Dash. "I was thinking tonight I'd go home with you."

"Oh. Um, Okay!"

Fluttershy walked Rainbow Dash to her cottage and showed her in.

"There's a spare bedroom you can sleep in," she said. Rainbow Dash chuckled.

"No, Fluttershy," she said. "I was hoping to sleep with you.

"Oh," said Fluttershy. "My bed's not particularly big, but I'm sure we can make room if we, um, cuddle."

"No, Fluttershy," said Rainbow Dash, leaning towards her. "I don't just mean _sleep_ sleep with you. I mean sleep with you, _with you_!"

Fluttershy blushed.

"Oh," she said. "Um, I really don't know. I mean, you're so experienced and I'm a virgin!"

 _Of course she is!_ Thought Rainbow Dash. But she decided to keep that to herself.

"It's Okay," she assured Fluttershy. "Just follow my lead."

"Well, alright."

The two ponies went to Fluttershy's bedroom and climbed onto her bed.

"So," said Fluttershy. "Do we start with a kiss?"

"Like I said," said Rainbow Dash. "Just follow my lead."

They did indeed start with a kiss. Rainbow Dash ran her hoof through Fluttershy's mane. It was a lot longer and smoother than Spitfire's or Soarin's! She then slipped her tongue inside Fluttershy's mouth. Fluttershy in turn did the same and the two wrestled tongues. Rainbow Dash then lay Fluttershy on her back and stroked her wings. Fluttershy let out a sound that was halfway between a whimper and a moan as her wings spread open in pleasure.

"Oh, Rainbow Dash," she said softly. She then returned the pleasure and and stroked Rainbow Dash's wings, making them spread open in pleasure. Rainbow Dash was ready to move on and bent down at Fluttershy's crotch.

"Please be gentle!" pleaded Fluttershy.

"Don't worry,' assured Rainbow Dash. "I will."

"That was amazing!" said Rainbow Dash.

"Oh, surely you jest," said Fluttershy. "I mean, I've never done this before. I can't be anywhere near as skilled as Soarin or Spitfire!"

"Oh Fluttershy. It doesn't matter how experienced you are! What matters is I love you and love being with you."

Fluttershy smiled and the two ponies kissed, dozing off to sleep.

 **The End**


End file.
